VAIL BANKS

Vail Banks is a bank holding company headquartered in Vail, Colorado with total assets of approximately $267 million at September 30, 1998. Vail Banks' wholly owned subsidiary, WestStar Bank ("WestStar"), is a Colorado state bank with 20 retail offices located primarily in the western slope region of Colorado. On July 31, 1998, Vail Banks merged with Independent Bankshares, Inc. ("Independent"), a bank holding company, and its subsidiary, Glenwood Independent Bank ("Glenwood"), a Colorado state bank, which serves Garfield County. In connection with the merger, Vail Banks issued an aggregate of 318,770 shares of its Common Stock and paid $3.8 million in cash to holders of Independent common stock.